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Ungoliant's origins are shrouded in mystery. It is thought that she may have been one of the Maiar, or a lesser spirit, whom Melkor corrupted long ago, but she is not listed among the Ainur. It is also said that she came from the darkness above the skies of Arda, leading some to believe that she may be an incarnation of darkness or emptiness itself.[source?] What is known is that during the Age of the Trees she had disowned Melkor and lived independently in Avathar.

After Melkor sowed discord among the Noldor and fled Valinor, he sought Ungoliant's aid in his attack on the Two Trees of Valinor. She helped Melkor infiltrate Valinor by shrouding both herself and her ally in webs of pure darkness. Once within Valinor, Ungoliant drank the light from the Two Trees after Morgoth wounded them with his spear. She also drained dry the Wells of Varda so that nothing remained of the Light of the Two Lamps save that of the Silmarils of Fëanor. After this terrible act, Ungoliant and Melkor fled to Middle-earth to escape justice at the hands of the Valar.

In order to gain Ungoliant's assistance, Melkor had promised to reward her, "Yea, with both hands", and after their flight from Valinor, the Dark Lord indeed gave her many gems of the Ñoldor. However, he withheld the Silmarils in his right hand, having desired them too greatly to allow the Great Spider to devour them. In response, an enraged Ungoliant wrapped Melkor in her webs, and poised to devour him as punishment for his perceived betrayal. Having grown far larger and stronger than before by absorbing the light of the Two Trees, the Gloomweaver would have killed Melkor had not his cry of desperation been heard by his Balrogs, who took flight and saved their master.[1]

Overcome by the Balrogs' fiery whips, Ungoliant fled to the Ered Gorgoroth in Beleriand. There, she had many offspring, including Shelob, which spread throughout the Ered Gorgoroth and gave it a reputation as a place of horror. Ungoliant herself eventually disappeared from history, but her final fate is not precisely known; it is said that she went into the forgotten south of the world shortly before the First Age, and some have said that she eventually let her ever growing hunger overcome her and devoured herself at last. [2]

The name is pronounced [uŋˈɡoljant]. In the form Ungoliant the name is technically Sindarin, but is a direct loan from QuenyaUngweliantë (ungwë + liantë: "dark spider"; pron. [uŋʷˌɡʷeliˈante]); the strictly Sindarin form being Delduthling "dark terror spider."

She is also called "gloomweaver," Virilomë[ˌviriˈlome]) (Wirilomë in Vanyarin) which becomes Gwerlum ([ɡʷerlum]) in Sindarin.

In The Book of Lost Tales, Ungoliant's history is even more mysterious than what is implied in the published edition of The Silmarillion. Here, even the Valar did not know of her origins, and she was portrayed as a primeval spirit of night, and believed to be a creature bred of the darkness of the Void.

Also, Melkor and his companions encounter Ungoliant in her lair (here, known as Arvalin) by coincidence while fleeing from the Valar.

Melkor and Ungoliant are shown to be on much friendlier terms with each other than what is shown in later versions of The Silmarillion, as Melkor willingly offers the jewels that were stolen from the Elves, apart from the Silmarils (the Theft of the Silmarils ocurring before the Darkening of Valinor, in this version).

After the Darkening of Valinor, instead of fleeing with Melkor, Ungoliant immediately flees southwards towards her lair, and successfully eludes the Valar.

In an early sketch of the voyages of Earendel in the Lost Tales, Tolkien considered to have Earendel meet her (as Wirilomë) in his travels, which Christopher Tolkien found surprising.[3] In the first sketch of the Silmarillion (1926) intended to "reboot" the legendarium, Earendel slew Ungoliant.[4]